Ask Remus
by PenguinBuddy
Summary: James doesn't understand Lily. Lily doesn't understand James. Only one person can explain their actions and words to each other in a way that makes sense. When in doubt, ask Remus!
1. Fifth Year

Disclaimer: The characters are the property of the amazingly talented J.K Rowling. I'm only borrowing the characters and world that she has so brilliantly created.

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Beta by: ilovethedotgame

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**Chapter One: Fifth Year**

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Author's Note: This ficlet will be three chapters long, spanning fifth through seventh year. Happy reading!

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For as long as he could remember, James Potter had had a slight preoccupation with Lily Evans. Or at least this was how he liked to phrase it. In truth, it was an unhealthy obsession that was now entering its seventh year. James had fancied Lily for six years; six long years of Lily disliking him and refusing to go out with him.

In his younger years, James had possessed a considerable ego and failed to understand that this defect in his personality was largely responsible for Lily's rejection of his offers. Both James and his best friend Sirius Black were considered the most popular boys in school, and the status gave them unnecessary confidence when it came to members of the opposite sex.

Despite this boost of confidence, James was actually as clueless about the world and minds of females as the next poor bloke. He was simply better at bluffing his way through than most other boys. Another of James' friends, a small boy by the name of Peter Pettigrew, was just as clueless about girls, if not more so, than James or Sirius.

So it often fell to James' remaining friend, Remus Lupin, to explain the complexities of the female mind to the others who resided in the Gryffindor boys dormitory. And so, naturally, whenever James had questions about Lily and her seemingly odd behavior, he asked Remus. On the same token, whenever Lily had questions about James' antics and attention towards her, she asked the only person who could explain James' behavior in a logical manner. "Ask Remus" became a very common phrase in Gryffindor Tower.

L … J

"Hey! Evans!" James called out in the crowded corridor on his way to Transfiguration, pushing forward through the mass of people in order to get closer to Lily.

A few paces in front of him Lily Evans turned, fixing him with a stern, questioning glare. "Yes?"

James coughed nervously a few times and rubbed the toe of his shoe against the raised stones on the floor. "I…um…"

"Potter?" Lily prompted, tapping her foot impatiently.

James nervously ran a hand through his hair, ruffling it and making it appear windblown, missing the annoyed look that crossed Lily's face at the action. "I was just…" He took a deep breath and pulled himself up to his full height. "Go out with me, Evans?"

Lily looked startled at James' offer. She seemed to debate the question for a moment, hugging her books to her chest protectively. "I'm sorry, Potter, but I…I fancy someone else. Sorry."

She turned around and continued on her way to class leaving James standing in the corridor, people pushing their way past him. Snapping out of his daze, he slowly made his way to Transfiguration, stepping through the door just as class began.

"Take a seat, Mr. Potter," McGonagall ordered him off handedly, used to telling him to get to his proper seat on time. James slowly dragged himself to his desk and slid into his usual place beside Sirius.

"Oy, who died?" Sirius asked as James sat in his seat, not speaking or moving.

"She said no," James replied dully, staring at his desk as though the answers would suddenly appear engrained in the wood in front of his face.

"I told you she'd say no," Sirius shook his head in an apologetic manner. "I mean, she follows the rules, mate. Someone like that wouldn't be any good for you."

"What does _that_ have to do with anything?" James asked incredulously.

Sirius rolled his eyes. "Image the scene if you will: You and Lily are somewhere in the castle on a date. You take out the marauder's map to make sure Filch isn't going to catch you, and before you can blink she's frog marching you McGonagall's office to turn you in as a deviant troublemaker."

James scowled at Sirius and crossed his arms over his chest. "She wouldn't do that if she'd agreed to date me."

"It's quite funny now that I think on it," Sirius commented lightly, ignoring James' statement.

"Please enlighten me," James bit out crossly, not sharing Sirius's feelings on the matter.

"Kindly pay attention, gentleman," McGonagall admonished them, pausing her explanation of the summoning charm.

"Sorry, Professor," James replied, pulling out parchment and a quill of his own to take notes with.

Sirius opened his book and took out a quill and began writing notes in the margins. After a few moments of silence, he leaned towards James.

"It's funny because no one's ever said 'no' to you."

James blew out a breath of air causing his fringe to flutter and settle back on his forehead in a disarranged mess. "Well, someone just did. She said she fancied somebody else."

"Mr. Potter, Mr. Black, please refrain from talking during my class," Professor McGonagall stood in front of their desk, staring down at them sternly.

"Sorry, Professor," James mumbled again and returned to his note taking.

As McGonagall returned to the front of the classroom to continue the lecture, James poked Sirius with his quill.

"Ow!" Sirius rubbed his arm where James had prodded him. "What was that for?"

"Why doesn't she fancy me?" James asked, curiosity evident even through the whisper.

"Who?"

James rolled his eyes. "_Evans_. Why does she fancy some other bloke? Why doesn't she fancy _me_?"

"Detention!" McGonagall shrilled from her place at the front of the classroom. "See me after class, you two."

James groaned and slunk down even further in his seat. Shooting Sirius a glare for no particular reason other than he could, James pulled his notes back towards himself.

A small, folded piece of parchment landed on James' pile of notes and he picked it up, opening it on his lap. In Sirius's messy scrawl was written two words: _Ask Remus_.

L … J

"Hey, Remus," James asked, tossing a large box of Honeydukes finest chocolate onto Remus's bed.

Remus looked up from his book and observed the large golden box. "What do you want?"

"Who says that I want anything?" James lied. "Can't a bloke bring his friend some chocolate?"

Remus rolled his eyes. "Anytime you want something you bribe me with Honeydukes chocolate, now what is it that you want?"

"Well, you see…" James began, but Remus cut him off.

"I'm beginning to get worried. The last time you started a sentence like that, the whole of Gryffindor ended up with tentacles and we ended up with a weeks worth of detention."

"It's nothing like that," James reassured Remus with a wave of his hand.

"Then what is it?" Remus prompted, setting aside his book.

James sighed and sat down on the end of Remus' bed. "There's this girl, and I really like her, but she won't go out with me."

"Does this girl have a name?"

"Lily," James responded with a dreamy look on his face.

Remus's eyebrows shot into his hairline, and his mouth formed an o shape.

"What?" James demanded. "What's wrong with her?"

"Nothing's wrong with her," Remus said slowly. "It's more…you."

"Me?" James cried, looking down at himself. "What's wrong with me?"

"Honestly," Remus dropped his head into his hands. "It's like this, James. Lily's the studious, rule abiding type. She doesn't like surprises or things out of the ordinary. You are none of these things. You and Lily are complete opposites."

"So?" James made a face. "Opposites attract, right?" he added hopefully.

Remus sighed. "Not always. I think this is something you're going to have to let go of, James. It won't work out."

"It _will_ work," James said emphatically, rising from the bed and walking to the door. "Just you watch, Remus. I'll go out with her if it's the last thing I do."

L … J

"What is it with him?" Lily cried in exasperation as she and her best friend Alice made their way down the hallway to the Defense Against the Dark Arts classroom. "This is the third time this week that he's asked me out!"

"Just ignore him, Lily," her friend Alice replied, patting her on the back in a consoling manner. "He'll get the hint eventually."

"You said that _two months_ ago, Alice!"

Alice shrugged helplessly. "Er…"

"He's not giving up, Alice! Why isn't he giving up?" Lily demanded, adjusting the strap of her schoolbag.

"I don't know, Lily. Ask somebody who knows him. Ask Remus."

L … J

Lily entered the library and scanned the students sitting at the tables, looking for Remus. She spotted him in the farthest corner, absorbed in a large book.

Approaching his table, she greeted him, and he looked up from his book. "Hi, Lily. Can I help you with something?"

"Actually, yes," Lily said as she pulled out a chair and took a seat across from Remus. "I have a question for you."

"Sure," Remus picked up a spare bit of parchment and inserted it into the book, marking his page. Folding his hand in front of him, he gave Lily his full attention.

"It's…it's about Potter."

"Ah, James," Remus nodded. "What do you need to know?"

"Why won't he leave me alone?"

"Well that's certainly blunt," Remus chuckled as Lily blushed. "Honestly, Lily, I'm not quite sure. He came to me about it awhile ago, and when I told him it wouldn't work out between you two, he seemed determined to make it work."

"So he sees me as a challenge?" Lily asked incredulously, her emerald eyes narrowing.

"Don't quote me on that," Remus said hurriedly, holding up his hands. "It's just my suspicions. I don't always understand what goes on James' mind."

"Do you think if I just keep ignoring him he'll leave me alone?" Lily asked hopefully.

Remus paused for a moment. "Truthfully?" Lily nodded. "No. James likes difficult and challenging things, and you are difficult and challenging. If there's not a fight involved to get something, James doesn't want it. I think…"

"You think I'm in trouble," Lily responded dryly, rubbing her eyes wearily.

"Being James' friend I wouldn't necessarily say 'trouble', but I'd say your patience is going to be severely tested for quite a long time."

L … J

"Padfoot?" James asked as he, Sirius, and Peter made their way up from the lake and towards the castle. "Back there, when you said that Lily thinks I'm conceited, what exactly did you mean by that?"

"She thinks you're conceited. What's there to explain?" Sirius replied, throwing an arm around James' and Peter's shoulders. "What do you say we go to the kitchens before the practical exam, eh?"

James shrugged off Sirius's arm. "How am I conceited? Tell me. Both of you."

"You're not conceited, Prongs," Peter supplied in attempt to make James feel better.

"Don't be thick, Wormtail," Sirius said in an annoyed tone. "Of course he is. We all are. Except maybe Moony," he added as an afterthought.

"What do I do that's conceited?" James questioned anxiously. "I need to know. If my conceitedness is what's keeping Lily from fancying me, I need to fix it."

Sirius and Peter began to laugh. James frowned. "What's so funny?"

"You," Peter managed to say through peels of laughter.

"Some help you lot are," James scowled at the two boys. "I'll go find Remus and ask him. He'll help me."

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**Reviews and constructive criticism greatly appreciated! **


	2. Sixth Year

Disclaimer: The characters are the property of the amazingly talented J.K Rowling. I'm only borrowing the characters and world that she has so brilliantly created.

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Beta by: ilovethedotgame

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**Hey everyone! Yes, I have a new pen name. I used to be Penguin623, for those who may be confused. I promise, this is the last time I change it.**

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**Chapter Two: Sixth Year**

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"Okay, so let me get this straight," Sirius asked, a slightly confused look on his face. "You're going to use Wormtail as bait for some Slytherins so Lily can see you acting heroic?"

"No, so she can see me being unselfish and kind," James corrected with small shake of his head as he pushed his glasses up to sit properly on his nose.

"Er …how is sacrificing your friend unselfish?" Sirius questioned thoughtfully. "It's actually rather _selfish_ if you ask me."

Peter nodded vigorously. "I agree with Sirius."

James rolled his eyes. "You're doing it willingly because you're my friend, and you want me to win Lily's affections."

"I don't want to be bait," Peter whimpered, his watery eyes pleading.

"Fine," James replied tersely, running a hand through his hair. "Remus?"

"No good," Sirius waved the idea aside. "Remus can handle his own. He doesn't need rescuing."

"True…" James pondered. "How about a first year?"

"_Absolutely not_," Remus said forcibly, speaking up for the first time. Setting his book on his nightstand, he scooted to the front end of his four poster bed. "I will not allow you to sacrifice an innocent first year to any Slytherins."

"What if we pay them?" Sirius offered with a mischievous grin.

"No," Remus repeated firmly. Turning to face James, he fixed him with a level stare. "Besides, what if Lily found out? How do you think she'd feel about you using eleven year olds as bait?"

"Okay, okay," James answered, scratching the back of his head. "Bad idea."

L … J

"I will never understand that boy, Alice," Lily sighed, covering her eyes with the palms of her hands. "He has so much potential, yet he's always in detention with Black, and it seems like every time I turn around he's found some new way to undermine my authority as a Prefect."

Alice shrugged. "I don't think it's you personally, Lily. I think it's just the way he is."

"Oh, I'm sure it is," Lily responded darkly. "But I have no illusions that trying to harass me and drive me to an early grave is a fringe benefit."

Alice let out an exasperated sigh. "He's just trying to get your attention, Lily. Why can't you see that?"

"I do see it," Lily countered. "He's getting my attention, but it's for the wrong reasons. I'm not impressed by hexing random students in the hall or by enchanting the corridors," Lily sighed. "Everyone else seems to think he's so wonderful, but he never lets me see that side of him. If it weren't for people like Remus, I wouldn't even know it existed."

"He's just going about getting your attention in the only way he knows how."

Lily absent mindedly turned a page in her book, glancing around the library. "What does he want my attention for anyway?"

"Let's not fish for compliments," Alice smiled, jokingly.

"I'm serious, Alice!" Lily protested. "He could be dating any girl in this school. _You _know it, _I_ know, _everyone else_ knows it, and I'm sure _he_ knows it. Why me? Why do I have to be subjected to this?"

"I don't know what to tell you, Lily," Alice sighed, weary of the conversation. "Maybe you should ask Remus."

L … J

"What is it that I do?" Lily cried, placing her hands firmly on Remus' desk and leaning towards him. Several of their classmates glanced over at the two, puzzled by Lily's odd outburst.

"Do?" Remus questioned, truly confused.

"Potter," Lily explained, feeling quite hysterical. She had just literally run into Potter outside the Charms classroom. Naturally, he had tried to impress her with his wit and charm. Most other girls would have been flattered, but for Lily it was a breaking point. James had been relentlessly chasing after her for an entire year. While he was showing no signs of giving up, Lily had had quite enough.

"Whatever it is that I do, that makes him want to be with me, tell me," Lily pleaded desperately.

"Uh, Lily," Remus began, but she cut him off.

"I know he's your friend, but please! I can't take it anymore! I'm going mad! Whatever it is about me that draws him, I'll change it."

"Don't do that," a deep voice behind her said solemnly. Lily sighed heavily and closed her eyes. She knew the boy to whom that voice belonged.

"Potter, please," she replied wearily, turning around to face him. "Just leave me alone."

He opened his mouth to say something in response, but Lily brushed past him before he could get the words out.

"What's wrong?" Alice asked as Lily sank into the seat beside her.

"Nothing," Lily replied as she dared a glance over at Remus and Potter. Potter was staring at his desk; he seemed to be deep in thought. What about, she wondered, then immediately dismissed the idea.

L … J

James lay on his four poster bed staring at the ceiling. "I think…" he began slowly. Sirius gave a cough that sounded suspiciously like "Evans" but James ignored his best friend.

"I think that I should give Evans a break," he announced to the occupants of the room. Peter's mouth dropped open, Remus dropped his book, and Sirius actually fell off his bed in surprise.

"You – you mean you're giving up?" Peter stammered, shocked at the thought of their group's fearless leader giving up on something (or in this case someone) he'd been going after for a year.

"Of course not, you twat," James scoffed, folding his arms behind his head. "I just mean that I think I'm crowding her a bit. I think she'd respond better to me if I give her a little room for a while."

Remus smiled, his face positively glowing. "I'm so proud of you, Prongs," was all he could manage to say.

L … J

"This will work, right?" James asked Remus as the two boys jumped down from the Hogwarts Express, returning from the winter holidays. Sirius and Peter were right behind them, Sirius slipping and sliding over a patch of ice.

"I don't guarantee anything, Prongs," Remus replied as he strolled towards the horseless carriages, wrapping his scarf around his neck.

"But if I don't act conceited, there's bound to be some sort of reaction, right?" James asked as he opened the carriage door and pulled himself in, careful to duck and avoid the pointy icicles hanging from the top of the roof.

"Do we have to hear this _again_? I think I could say it in my sleep," Sirius grumbled, rubbing his eyes with the palms of his hands.

"Yes," James snapped irritably. "Now bugger off."

"James," Remus said with a sigh. "Being 'unconceited' as it were, doesn't guarantee you anything. Maybe Lily will notice, maybe she won't. And even if she does, it doesn't necessarily mean she's going to like you."

"What do I do if she doesn't?" James asked, not wanting to think about the possibility.

"Then you have to accept that and move on," Remus said gently.

James didn't answer. He stared out the window, watching a cloud above him drift away, thinking of the time he'd spent chasing Lily Evans. He had to make her see him for who he really was and not for the façade he put up for everyone else to see.

L … J

"All right there, Evans?" James asked, throwing himself down into the seat next to Lily and setting his schoolbag next to the chair. He watched as Lily sighed and mentally debated what answer to give. Surprisingly, she chose to be civil rather than cross.

"I'm fine, Potter. You?"

"Never better," James answered, elated that Lily hadn't told him to go away, and that they were holding a normal conversation. "What did you think of yesterday's lesson? Fascinating, wasn't it?"

Lily stared at him for a moment as though trying to figure something out. "Potter –" she paused, "What do you want?"

"Want?" James asked, confused by the sudden change now presenting itself. "I just wanted to talk to you."

Lily bit her lip and glanced at the door where Alice and a tall dark haired boy had just entered. "See you later, Frank," Alice told the boy as they separated ways, and headed towards where Lily was seated.

"That's Alice's seat!" Lily told him in a rather flustered manner. "She always sits there! You can't just walk up and take her seat!"

"Oh….er…sorry," James stood and rubbed the back of his neck awkwardly. "I guess I'll just be going then. See you later, Evans."

"See you," Lily echoed as Alice slid into the seat he had previously occupied. James slowly walked across the classroom and heartlessly flopped into his usual seat next to Sirius.

"How'd it go, mate?" Sirius asked, throwing an arm around James' shoulders in a brotherly manner.

James glanced across the room, looking longingly at Lily who was now conversing with Alice in low, urgent tones. "Why does she dislike me so much, Padfoot?" he asked almost wistfully.

Sirius shrugged and removed his arm. "I dunno. Ask Remus."

L … J

"What did I do wrong?" James asked, spooning a generous portion of mashed potatoes into this mouth.

Remus sighed and picked up his sandwich. "Explain again what happened."

"I went over, said hello, and tried to make small talk. That's it."

"What kind of small talk?" Remus asked with a frown.

"I asked her what she thought of yesterdays Defense lesson. Then when she asked what I wanted, I told her that I just wanted to talk to her. I swear that's all I said. And then she started acting all funny and accused me of stealing Alice's seat."

Sirius snorted into his drink while Peter looked on, clueless. Remus, however, looked thoughtful.

"It sounds to me," he began, but was cut off by Sirius's snickering behind his goblet. "That she's run out of creative methods to insult you with."

"It sounds," Remus continued calmly, "as though she was flustered by what you said."

"But I didn't say anything pratish!" James protested, not understanding what he had done wrong.

"Exactly," Remus answered as he speared a strawberry with his fork. "She's used to you acting differently. She knows how to react when you act like a git, but when you act like a normal person, she's confused."

James stared at his friend. "Is that a good thing?" he asked slowly.

"Depends," Remus answered almost happily. "If she realizes that you're actually growing up and being civil, then yes. But if you decide to act like a right prat to everyone else while being nice to her on the side, she's not going to be convinced."

"I'm becoming less pratish, aren't I?" James asked hopefully, taking a drink from his goblet of pumpkin juice.

Sirius and Peter began laughing at this comment, leaning on each other for support.

"Oh bugger off," James told them unhappily, feeling very much as though he'd like to dump the remainder of his juice on their heads.

"Yes, James," Remus replied, smiling. "You are growing up quite nicely. These two on the other hand…"

L … J

"Hey, Remus," Lily said, falling into step with her fellow Gryffindor prefect. "Mind if I walk with you to the meeting?"

"Not at all," Remus replied cheerfully. "Now, what is it that James has done now?"

Lily felt her face growing warm, and she cursed the redheaded genes that caused her to blush so easily. "You know me too well, Remus."

Remus smiled. "I'm just perceptive."

Lily sighed. "Why hasn't Potter given up yet? I don't do or say anything to encourage his actions. I don't understand what it is about me that causes him to act like this."

The corners of Remus' mouth twitched as though he wanted to smile. "Last year you were a pretty face and a challenge, both of which were appealing to James. This year, he's gotten to know more about you –"

"How? I never tell him anything!" Lily interrupted, confused by what Remus was saying.

"I tell him things," Remus answered honestly. "And so does Alice."

"What?" Lily cried, astonished that all this time Remus and her best friend had been aiding Potter with information about her. "What kind of things?"

"Things like what kind of books you like, what you like to do in your free time, your favorite color. Harmless, trivial information that's really of no use to him, but it's stuff that he feels that is important. But as I was saying, this year he knows more about you, and it's…piqued his interest, shall we say? He wants to get to know you."

"Get to know me?" Lily intoned, not quite believing what she was hearing.

"Sure. Be your friend."

"I know what Potter wants, and it isn't friendship," Lily remarked, raising an eyebrow.

"As much as he'd like to be more than friends, I think that right now he'd settle for you just talking to him."

Lily bit her lip and turned the idea over in her mind. "I'll see what I can do."

Remus smiled and held the door open for her. "Thanks."

L … J

James was strolling down the Charms corridor when he accidentally knocked into some one smaller and sent their books flying all over the floor.

"I'm sorry!" he quickly apologized, then turned only to find that the person he ran into was Lily Evans. James marveled at his good fortune.

"It's all right," she said, kneeling to pick up the things she had dropped. James knelt too, helping her to collect the scattered parchment, quills, and broken ink well.

"_Repairo_," she said softly, prodding the broken well with her wand. The shards quickly fused together, but the ink remained spilled over the floor. "_Evanseco_," she muttered and the floor was clean once more.

"Here," James said, hastily pulling his own bottle of ink from his schoolbag. "Take mine, I have an extra," he lied. He did have an extra one, but it was up in the boys dormitory and not readily available. He would just share with one of his friends.

"Are you sure?" Lily asked hesitantly.

"Absolutely," he nodded confidently, thrusting the ink well into her hands. Her hands were cold, but he savored the brief touch nonetheless.

"Thank you," she told him, her emerald eyes shimmering from the light coming through in the window behind him.

"Mind if I walk with you?" James asked, hoping he sounded more nonchalant than he was currently feeling.

"No, not at all," Lily replied without hesitation. James could have done a jig then and there but restrained himself. Maybe things were finally looking up. Maybe she was finally seeing him.

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**Please be kind and leave a review! Also, I now have a livejournal, so feel free to visit and leave a comment somewhere. See my author profile for the address.**

**I hope everyone is having a great summer! **


	3. Seventh Year

Disclaimer: The characters are the property of the amazingly talented J.K Rowling. I'm only borrowing the characters and world that she has so brilliantly created.

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I apologize for any grammatical and spelling mistakes. My beta reader is on vacation, so I did the best that I could on my own.

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**Chapter Three: Seventh Year**

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Lily took a deep breath as she opened the Prefects Carriage, entering what would be her first meeting with the Head Boy.

The site that greeted her was nothing like what she had expected. She had expected to see Remus, or possibly Andrew Goldstein from Ravenclaw. She had not expected to see James Potter calmly staring out the window watching the buildings of London fade in the distance.

At the sound of the compartment door opening, he stood and turned to face her.

He had grown taller over the summer, she noticed. His cheekbones were more finely chiseled than she remembered, but his hazel eyes were still hidden by thin-framed glasses and his black hair was just as untidy as ever.

"I know this is a shock to you - it was to me as well - but please don't be angry," he said by way of a greeting, holding his hands in front of him in a defensive manner.

Despite his words, Lily felt stung. What had he done for the last six years to deserve the title of Head Boy? She had studied hard to receive top marks and been a dedicated Prefect. While it was true that last year he had begun to grow out of his prattish antics, it didn't make up for his actions prior. Lily felt that his appointment as Head Boy grossly cheapened what she had worked so hard to achieve.

To her great embarrassment, she felt tears threaten her eyes and she blinked rapidly in an attempt to keep them in check.

"Please don't cry, Lily," James pleaded, moving closer to her.

Lily was so floored by his use of her first name that she was sure that her shock was evident in her facial expression. However, if James noticed he paid no attention.

"I don't know why I was given this job, but Dumbledore has his reasons and we'll just have to trust his judgment. I will take my duties as Head Boy seriously, Lily, I promise. I know you don't believe me, and with my past record, I can understand why. But I'll prove it to you, Lily. I'll prove it to you."

Lily regarded the determined set of his jaw and the steely glint in his eyes and suddenly she realized that she believe him.

"All right then," She told him with a small smile.

L … J

That conversation was the first of many between Lily and James as they went about their Head Duties. Lily found that she and James were not as different as she had supposed. They shared many of the same values and views as well as interests.

And what was more important, Lily found that she genuinely enjoyed spending time with James. He made her laugh and he made her think. She found herself looking forward to Prefect's Meetings for the simple reason that he would be present. She even looked forward to the paperwork McGonagall assigned them because it meant that she would get to spend time with him. Head duties went much quicker when James was there to talk and joke with, and Lily was sorry when their work was finished.

Lily and James became fast friends, putting their turbulent past behind them and Lily soon considered James to be one of her closest friends. Then, one sunny afternoon in Hogsmeade, the truth became blatantly apparent to her: She fancied James Potter. It was the only explanation to her need to see him and her need to be near him. The cause of the butterflies that soared in her stomach when she saw him walk into the room, how her day was always a bit better after she had talked with him.

Last year, he would have followed her around the village, asking to buy her a butterbeer at the Three Broomsticks or a slab of chocolate from Honeydukes. But now he was gone. And it bothered Lily much more than she'd ever care to admit.

He had changed. He no longer hexed other students simply because he could. His rivalry with Snape had not ended, but he had become much more subtle about it. Probably most astonishing at all, he had taken his appointment as Head Boy seriously. He shouldered his share of their responsibilities without any complaint, and was always extremely helpful. He had not, as she feared, used his position as Head Boy to lord over the Slytherins and give Gryffindor the advantage in the race for the House Cup.

James' personality had not exactly changed. He still enjoyed a good joke and was as much the troublemaker as ever, he and his friends were simply much more discrete about their mischief making. He had finally grown up, and just when he had stopped fancying her she had begun taking an interest in him.

She wanted to talk to Alice about her dilemma, but Alice was having her own troubles with the prospect of meeting Frank's daunting and formidable mother. Lily didn't want to add to Alice's already full plate, but after all, what were best friends for? And besides, if Alice didn't know what to do, she could always ask Remus.

L … J

"I can't go on like this Remus. This friendship thing is driving me completely _mad_," James sighed, flopping down on his bed so that his legs and head hung off each of the sides. His hair fell forward towards the floor and his glasses slipped off the end of his nose. He caught them deftly in with one hand before they hit the ground.

Remus closed the book he had been reading and rubbed his eyes wearily. "What am I supposed to do about it James? Believe it or not, I'm not all-knowing."

"I know," James groaned and slid his glasses back on to his face. "It's just…I don't want to jeopardize my friendship with her, but every time I'm with her, it's all I can do not to grab her and kiss her senseless and make her see how much I care about her."

James sighed heavily. "But she doesn't care about me the way I care about her."

"How do you know?" Remus challenged. "Have you asked her?"

"What part about not wanting to jeopardize our friendship did you miss?"

Remus frowned. "You don't need to snap at me."

James ran a hand through his hair. "I'm sorry. This whole situation is just so bloody frustrating. I fancy her, but we're friends, and even if by some miracle she does fancy me, she'll never tell me."

"What makes you say that?" Remus wondered curiously.

"She rejected me for a year and a half, Moony. To start dating me now would make her look like a hypocrite."

"Just because she turned you down when we were fifteen doesn't make her a hypocrite. We've all changed a lot since then. You aren't the same person anymore, and neither is Lily."

James thoughtfully chewed on his bottom lip, turning Remus's words over in his mind. "Yeah…"

"You have to decide, James. Would a relationship with her be worth the risk of losing your friendship or does her friendship mean more to you?"

What _did_ he truly want, James pondered. Friendship or a relationship? Would a relationship with Lily cost him her friendship? Could he settle for friendship alone?

"Remus – I think... I think…" he paused, hesitant to put the secret thoughts he had been harboring for some time now into words.

Remus watched him expectantly, waiting for him to finish his thoughts.

"Getting to know Lily this year has been…a dream come true. Being her friend has made me realize that I'm not just physically attracted to her. I'm attracted to her because of what kind of person she is. I – I think I love her."

Taking a deep breath, James closed his eyes. "Which is why I'm not going to pursue a relationship with her right now."

"I'm not trying to sway your decision, James," Remus said slowly. "But why not, if you love her?"

"I couldn't handle it if I told her how I felt and she didn't feel the same," James explained, his voice choked with emotion. "I have to be near her, even if it's only in the capacity of friendship."

"You do what you think is best," Remus advised, then stood up. "I'm going to go join Sirius and Peter in the common room."

"Maybe I should just climb out the window and jump off the Tower," James pulled himself to a sitting position on the bed and hung his head in his hands.

Remus paused at the door. "You'll get through this, James. Just give it time."

James shook his head. As much as he disliked the harsh constricting of his heart, he never wanted to stop loving Lily. He would endure the pain.

L … J

The cool breeze blowing off the lake caused Lily's hair to flutter behind her, making her wish that she had brought a hair tie.

"So, what did you want to tell me?" Alice asked, making herself comfortable underneath a large oak tree by the side of the Great Lake.

Lily sat down slowly, and bit her lip, hesitant to tell Alice now that the moment was actually here.

"You brought me out here without letting me get my cloak first, so you're going to tell me what whatever it is that you drug me out here for," Alice demanded almost happily.

"Alice…I think I might…"

"If you brought me out here to tell me that you fancy James then I am going to be sorely disappointed in you."

"What?" Lily asked, her mouth hanging open in shock. "How did you know?"

Alice smiled, plucking a few blades of dry grass out of the cold ground. "Call it my best friend intuition."

Lily wondered if her feelings for James were really so apparent. She hoped not. "But I wasn't even sure I fancied him. How could you know when I didn't?"

"I've lived in the same room as you for six years now Lily; I know you as well as you know yourself. Maybe even better. Besides, you did know. You were just in denial," Alice corrected her.

"Does my fancying James make me a filthy hypocrite?" Lily questioned, tossing a few pebbles into the lake and watching them sink into the depths of the water.

"No," Alice assured her. "He's grown up. He's not the same boy you used to dislike so much."

"No, he isn't. He's changed so much," Lily said softly, talking more to herself than to her friend. "I fancy him because of the person he is now."

"Not to mention for his dashing good looks," Alice added, giggling.

"Alice, you do remember you're dating Frank?" Lily asked with mock concern, holding back a smile.

Alice grinned. "Just because I'm attached, doesn't mean that I'm blind. I know a good looking boy when I see one, and James Potter is a good looking boy. As is Frank."

Lily laughed, then sobered, sighing dejectedly. "Even if I do fancy him, he's over me, so it doesn't matter anyway."

"Over you?" Alice echoed incredulously. "He's not over you!"

Lily raised her eyebrows in a questioning manner. "But he hasn't asked me out or flirted with me in ages!"

It was now Alice's turn to give Lily a questioning look. "What do you call yesterday at lunch if not flirting?"

"Friendly banter," Lily protested, but felt her face grow warm. Maybe it _had_ been a bit on the flirty side, but James hadn't meant anything by it. Had he?

"And as for asking you out, he stopped because you wanted him to." When Lily didn't respond, Alice sighed. "Fine, you don't believe me? Ask Remus."

L … J

"Remus!"

James looked up to see Lily making her way towards where he and his friends standing by their seats in Potions class. He felt his heart quicken at the mere sight of her.

"Hi," she greeted then all cheerily, and the four boys all mumbled their own hellos in return. She then turned to face Remus, a hopeful look on her face.

"Remus, would you mind being my partner today? Alice is in the hospital wing."

"Of course not," Remus responded quickly. Too quickly for James's liking. "Is Alice all right?"

"Just a headache," Lily explained, a slight blush creeping up her neck and cheeks.

"Please pair up!" Slughorn called out, moving to the front of the classroom and lowering himself into his seat behind his desk.

James frowned as Lily seated herself next to Remus and opened her textbook. Why hadn't she asked him to be partners? Weren't they as much friends as she and Remus? And no offence to his friend, but Remus wasn't exactly the most skilled Potions student.

"I think someone's a bit jealous," Peter observed, attempting and failing to light a fire underneath his cauldron.

James glared at Peter, resentful that he was so apparent. "What's it to you?" Taking out his own wand, he lit the small fire underneath their cauldron.

"Thanks," Peter mumbled, going a bit pink.

"I don't see why you're jealous," Sirius commented lightly, carefully slicing their mandrake root into even pieces.

"Why _wouldn't_ I be?" James asked tersely.

"Because they're talking about _you_, you prat."

"What?" he and Peter asked simultaneously.

"When Lily told us that Alice had a headache, her face got all red," Sirius explained calmly.

"So?" James failed to see the significance of this event.

"She was lying. Alice may very well be in the hospital wing, but she doesn't have a headache at all. Her absence is just an excuse for Lily to be partners with Remus so she can talk to him."

"About me?" James asked, feeling rather skeptical about the whole idea. Why would Lily want to talk to Remus about him?

"You think you're the only one who goes to Remus for advice?"

"Advice? About…me?" James stole a glance at Remus and Lily, conversing in low tones as they added ingredients to their potion . Lily's face was red and Remus seemed on the verge of smiling. What in the world was going on over there?

"I'll let you figure the rest out on your own," Sirius smirked knowingly.

L … J

"How's the headache?" Lily grinned as Alice slid into the seat next to her in Charms.

Alice shuddered. "Whatever you found out had better be worth my being force fed Pomfrey's tonic. How about the notes you promised me in exchange for skipping?"

"Well," Lily began as she handed Alice several piece of loose parchment. "Needless to say, Remus found the entire situation quite laughable. He said…he said that James still fancies me."

"Told you so," Alice said smugly. "The bloke's completely infatuated with you, Lily."

L … J

The wind tugged at his cloak making it ripple behind him, the material rustling loudly. Air rushed past his face as he dived, heading straight for the ground at a precarious angle. At the last moment he pulled up, barely skimming the grass as he did so.

Why would Lily want to talk to Remus about him? The question had been plaguing him since the minute Sirius had made his mysterious comment about figuring the answer out on his own, and still he had no answers.

When he had asked Remus about it, his friend had dismissed it, saying that Lily had simply needed a partner and that they hadn't talked about anything important. While James wanted to believe Remus, what Sirius had said lingered in his mind, causing him doubt Remus's words. It had been clear that Lily was lying, but why had she? Was it, as Sirius suggested, because she wanted to discuss _him_? James knew that back when he had constantly asked Lily out, Lily had repeatedly asked Remus for explanations and advice. Was she doing the same thing now, and if so, why?

Did she not want to be friends with him? James zigzagged through the goal posts, venting his frustrations. It couldn't be because she didn't want to be his friend, it just couldn't. Not only did the facts not add up, but James couldn't bear to consider the idea that Lily didn't want his friendship. So what was she seeking advice about then?

An inkling of an idea crept into James's brain, and the more he thought he about it, the more he began to see the sense in it. To find out would require a risk, but it was worth it. He didn't want to endure the pain, he wanted it to be relieved, by the only person who could bring him out of his current state of misery. He had to let Lily know how he felt.

L … J

Lily was scoring the Prefect's Meeting Room for her Transfiguration textbook when she caught site of James leaning against the door frame.

"Don't scare me like that!" she chided him, placing a hand to he chest. "You nearly gave me heart failure."

Despite her words, she was glad to see him. He must have been outside flying around the pitch. His hair was even more windblown looking than usual, his face was red from the wind, and his robes were rumpled. He quite handsome, she thought, smiling to herself.

"I've been wondering something," he pushed away from the door and came to stand directly in front of her.

"Oh? What?" she whispered, her breathing quickening at his close proximity.

"What it would be like to do this," he said before swiftly leaning down and covering her mouth with his. Lily felt as though all of her nerves were on fire as James's lips slid over her own. His kiss was gentle, yet it held a firmness that sent a tingle racing up her spine. Responding, Lily added her own pressure to the kiss. She could feel his lips curving into a smile as he ran a hand through her hair, playing with the ends of the strands.

Pulling away, Lily stepped back. Her breath came in shallow gasps, her chest rising and falling quickly. He had kissed her. Not just a friendly peck on the lips either. It had been a kiss boarding on snogging. It had been the kind of kiss she had so longed for with James, and yet it had confused her.

"I…I need to talk with Remus," Lily stammered, unsure of what to say or do. She turned to make to her way from the room, but James caught her hand, effectively stopping her and gently pulling her towards them.

To Lily's utter confusion, James was grinning. "No you don't. You and I have been asking Remus questions about each other long enough. Don't you think it's time we went to each other with our questions?"

She looked at hard him for a moment, realizing that he was right. It was such a mature thing to say, so unlike his former self. It was time to stop running to Remus each time she needed answers. She was capable of finding the answers for herself, she only needed to ask. Before, she had been afraid to go directly to James for the answers she sought, but now the words tumbled easily from her mouth.

"Why did you kiss me?" She asked, looking directly into his hazel eyes. They were smoldering with longing and emotion and it made her shiver slightly.

James took her hands in his, rubbing the tops of her hands slowly. "Because I fancy you, Lily. Something horrible. I didn't know how else to let you know…but I had to tell you. Even if you don't feel the same way, I had to let you know how I felt. It was tearing me up inside and -"

Leaning forward, Lily briefly touched her lips to his, cutting him off mid sentence. "I do feel the same way, James. I thought maybe you were over me. It hurt so much to think that just when I had finally noticed you, you had stopped caring."

"I know," he whispered, his breath warm upon her cheek. He pulled one his hands away from hers and brought it up to touch her face, gently running his calloused fingers over her cheeks, jaw, and lips. She leaned into his touch, savoring the feel of his warm hand on her skin.

"Be my girlfriend?" he asked, pulling away from her so that he could properly look her in the eye as he asked.

"Yes," she breathed, unable to stop a smile from spreading across her face. Her heart was racing from the thrill of it all. He had not given up on her after all. He still cared for her, and now here he was here, proclaiming his feelings and asking her out. She felt overwhelmed with happiness. She wanted to shout it up and down the corridors that James Potter fancied her, and she was his girlfriend.

He kissed her again, this time pulling her close, running his hands up and down her arms. Lily was sure that he could hear her heart thumping wildly in her chest. Reaching up, she ran her hands through his jet black hair. It was softer than she'd imagined. And she _had_ imagined.

Pulling away, he leaned his forehead against her own, still holding her close. His body was warm, and she reveled in their proximity. Her mind reeled from the kiss and his nearness.

"Now look what you've done," she told him with a smile, unable to be angry with him. "I've forgotten what I came here for."

"Sorry," he grinned lopsidedly, one side of his mouth higher than the other.

She couldn't keep the smile off her face. "No you're not, but thank you for the gesture just the same. Oh! My Transfiguration book, have you seen it?"

James shook his head, hazel eyes twinkling as he leaned in for another kiss. "Ask Remus."

**THE END**

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